Improving Energy Corporate Governance
About the Video
In the past, we witnessed bad governance separate investors from energy profits, as poorly designed incentives prioritized growth over higher per share cash generation and capital efficiency. Well, change is underway. Today’s energy executives are heavily incented to maximize returns on capital and cash generation.
Improving Energy Corporate Governance

Hi I’m Michael Roomberg, Portfolio Manager with Miller/Howard Investments.

Investors frequently ask us about the dramatic shift toward more shareholder-friendly policies at North American energy companies. We’ve seen improvements in areas of cash flow generation, capital allocation, capital returns policies (including buybacks and dividends), and even areas of environmental stewardship.

Investors ask us:
“Will it continue—or will management teams abandon good behavior as the sector returns to favor following several years of strong shareholder returns?”

Our answer is that we expect these shareholder-friendly policies to continue, and the reason is imbedded in improved management compensation incentive design.

Dividend Increases and Decreases of the Upstream CEO’s Annual Bonus Metrics
Percentage of North American Energy Strategy Upstream Holdings,
Owned Currently vs. 2014
Upstream CEO’s Annual Bonus Metrics

Sources: Company proxy statements; Miller/Howard Research & Analysis. Return on invested capital includes capital efficiency metrics including ROE, ROIC, and ROCE. Free cash flow represents cash from operations less capital expenditures and similar representations.
*Not per share

We analyzed the proxy reports of the upstream E&P (exploration and production) holdings in our North American Strategy. Comparing the stocks held today with the ones owned in 2014, we identified shifts in management incentive compensation design and other governance items. Specifically, we looked at the discipline to avoid high growth boom-and-bust investments, to return capital to shareholders, and to shift towards growing earnings.

Importantly, we looked for incentives tied to earnings growth on a per share basis—not on an absolute basis that grows the company size but doesn’t necessarily benefit existing shareholders.

We were encouraged by this analysis. In 2014, incentives focused on growing total production and reserves, regardless of cost and potential benefit to shareholders. In 2014, about half of management teams were incentivized based on “total earnings” targets. Today, none of the companies in our portfolio have this pay structure.

But what we find most important are the shifts on cash flow and returns on investment. In 2014, improving these critical metrics was rarely incentivized. Today, it predominates the way management teams get paid. Finally, more than half of companies have incentivized managers on methane emissions management and other environmental stewardship items. This change has helped companies get ahead of regulation and adopt best practices.

We view these changes as representative of the industry evolution. They are a key reason why, last year, in the face of $100 per barrel of oil, drilling expenditures were fairly stagnant.

Instead of justification to chase more volume, profits from high selling prices were treated as “found money” to be returned to the company’s rightful owners—the shareholders—through regular dividends, share repurchases, and variable special dividends. And the reason, we think, is better management incentives.

At Miller/Howard, we think that engaging management on good corporate governance can lead to better returns for investors. Our efforts seek to push companies toward continuous improvement that we believe will bear fruit for investors in the years ahead.

For more information, please visit our website, mhinvest.com.

DISCLOSURE

INVESTMENT PRODUCTS: ARE NOT FDIC INSURED - MAY LOSE VALUE - ARE NOT BANK GUARANTEED

Opinions and estimates offered constitute Miller/Howard Investments' judgment and are subject to change without notice, as are statements of financial market trends, which are based on current market conditions. Nothing stated herein, including the mention of specific company names, should be construed as a recommendation to buy, hold, or sell any security, sector, or MLPs in general. To receive a list of all recommendations for the previous year, please email compliance@mhinvest.com. All investments carry a certain degree of risk, including possible loss of principal. It is important to note that there are risks inherent in any investment and there can be no assurance that any asset class will provide positive performance over any period of time. The material may also contain forward-looking statements that involve risk and uncertainty, and there is no guarantee they will come to pass.

Common stocks do not assure dividend payments. Dividends are paid only when declared by an issuer’s board of directors, and the amount of any dividend may vary over time. Dividend yield is one component of performance and should not be the only consideration for investment.

The information above is from sources deemed to be reliable and is provided strictly for the convenience of our investors and their advisors. These materials are solely informational. Legal, accounting and tax restrictions, transaction costs, and changes to any assumptions may significantly affect the economics of any transaction.

The information and analyses contained herein are not intended as tax, legal, or investment advice and may not be appropriate for your specific circumstances; accordingly, you should consult your own tax, legal, investment, or other advisors, at both the outset of any transaction and on an ongoing basis, to determine such appropriateness. Any investment returns — past, hypothetical, or otherwise — are not indicative of future performance.

Investment Decisions: Do not use this report as the sole basis for investment decisions. Do not select an allocation, investment discipline, or investment manager based on performance alone. Consider, in addition to performance results, other relevant information about each investment manager, as well as matters such as your investment objectives, risk tolerance, and investment time horizon.

The returns on a portfolio that utilizes environmental, social, or governance (ESG) criteria for stock selection may be lower or higher than portfolios where ESG factors are not considered, and the investment opportunities available to such portfolios may differ.

Past performance does not guarantee future results.

© 2024 Miller/Howard Investments.

DISCLOSURE

INVESTMENT PRODUCTS: ARE NOT FDIC INSURED - MAY LOSE VALUE - ARE NOT BANK GUARANTEED

Opinions and estimates offered constitute Miller/Howard Investments' judgment and are subject to change without notice, as are statements of financial market trends, which are based on current market conditions. Nothing stated herein, including the mention of specific company names, should be construed as a recommendation to buy, hold, or sell any security, sector, or MLPs in general. To receive a list of all recommendations for the previous year, please email compliance@mhinvest.com. All investments carry a certain degree of risk, including possible loss of principal. It is important to note that there are risks inherent in any investment and there can be no assurance that any asset class will provide positive performance over any period of time. The material may also contain forward-looking statements that involve risk and uncertainty, and there is no guarantee they will come to pass.

Common stocks do not assure dividend payments. Dividends are paid only when declared by an issuer’s board of directors, and the amount of any dividend may vary over time. Dividend yield is one component of performance and should not be the only consideration for investment.

The information above is from sources deemed to be reliable and is provided strictly for the convenience of our investors and their advisors. These materials are solely informational. Legal, accounting and tax restrictions, transaction costs, and changes to any assumptions may significantly affect the economics of any transaction.

The information and analyses contained herein are not intended as tax, legal, or investment advice and may not be appropriate for your specific circumstances; accordingly, you should consult your own tax, legal, investment, or other advisors, at both the outset of any transaction and on an ongoing basis, to determine such appropriateness. Any investment returns — past, hypothetical, or otherwise — are not indicative of future performance.

Investment Decisions: Do not use this report as the sole basis for investment decisions. Do not select an allocation, investment discipline, or investment manager based on performance alone. Consider, in addition to performance results, other relevant information about each investment manager, as well as matters such as your investment objectives, risk tolerance, and investment time horizon.

The returns on a portfolio that utilizes environmental, social, or governance (ESG) criteria for stock selection may be lower or higher than portfolios where ESG factors are not considered, and the investment opportunities available to such portfolios may differ.

Past performance does not guarantee future results.

© 2024 Miller/Howard Investments.